BTCS Inc. has filed a $2 billion mixed-shelf registration with the U.S. Securities and Exchange Commission (SEC) to fund a major expansion of its Ethereum-focused strategy. The Form S-3 filing allows the blockchain infrastructure company to issue various securities—including common stock, preferred shares, warrants, and debt instruments—opportunistically over time without individual filings for each offering.
Proceeds will primarily expand BTCS's Ethereum holdings, bolster validator node operations under its NodeOps brand, and develop its block-building infrastructure (Builder+). This follows the company's recent acquisition of 14,240 ETH through a $10 million convertible note issued at a 198% premium, bringing its total ETH holdings to over 70,000 (valued at ~$270 million). CEO Charles Allen stated, "We believe Ethereum has reached an inflection point as the yield-bearing backbone of decentralized finance", comparing the strategy to MicroStrategy's Bitcoin accumulation approach.
Notably, BTCS collateralized 38,350 ETH for a $51.5 million USDT loan via Aave's DeFi platform—a move introducing liquidation risks if ETH prices drop significantly. The $2 billion shelf could potentially dilute existing shareholders by over 8x if fully executed at current stock prices ($5.08/share), though BTCS maintains SEC eligibility for unrestricted S-3 use due to its $207 million public float.